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Medlive Technology Co., Ltd. — Interim / Quarterly Report 2012
Oct 29, 2012
50436_rns_2012-10-29_fe649dc8-bb78-4756-8fe2-ef9a9911cfdf.pdf
Interim / Quarterly Report
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
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HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED
海信科龍電器股份有限公司
(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 00921)
2012 THIRD QUARTERLY REPORT
This announcement is made by Hisense Kelon Electrical Holdings Company Limited (the “Company”) in accordance with Rule 13.09(1) and 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).
I. IMPORTANT NOTICE
-
The board of directors (the “Board”), the supervisory committee (the “Supervisory Committee”), the directors (the “Directors”), the supervisors (the “Supervisors”) and the senior management (the “Senior Management”) of the Company warrant that there are no false representation or misleading statements contained in, or material omissions from, this report; and jointly and severally accept full responsibility for the truthfulness, accuracy and completeness of the information contained herein.
-
No Directors, Supervisors or Senior Management have failed to warrant or expressed any disagreement on the truthfulness, accuracy and completeness of the contents of this 2012 third quarterly report.
-
All Directors attended the Board meeting for considering and approving the 2012 third quarterly report.
-
The financial report of the Company for the third quarter of 2012 has not been audited by accountants.
-
Mr. Tang Ye Guo, the person in charge of the Company and Ms. Li Jun, the person in charge of the accounting function and person in charge of the accounting department, warrant the truthfulness and completeness of the contents of the financial report in the quarterly report.
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- The full text of the Company’s balance sheet, income statement and cash flow statements are published on the website as designated by the Shenzhen Stock Exchange for release of information: http://www.cninfo.com.cn.
Ⅱ . BASIC INFORMATION OF THE COMPANY
(i) Major Accounting Data and Financial Indicators
| 30 September 2012 |
31 December 2011 | 31 December 2011 | Increase/ decrease when compared with 31 December 2011 |
|
|---|---|---|---|---|
| Total Assets(RMB) | 9,547,424,902.83 | 7,635,439,578.36 | 25.04% | |
| Equity attributable to shareholders of listed company (RMB) |
1,389,521,148.13 | 805,123,597.33 | 72.58% | |
| Share capital(shares) | 1,354,054,750.00 | 1,354,054,750.00 | 0.00% | |
| Net asset value per share attributable to shareholders of listed company (RMB/ share) |
1.0262 | 0.5946 | 72.59% | |
| July – September 2012 |
Increase/ decrease when compared with corresponding period of last year |
January – September 2012 |
Increase/ decrease when compared with corresponding period of last year |
|
| Total operatingincome(RMB) | 5,280,960,003.14 | 14.66% | 15,248,686,770.07 | -0.60% |
| Net profit attributable to shareholders of the listed company (RMB) |
215,125,272.67 | 405.22% | 594,995,891.36 | 81.17% |
| Net cash flow from operating activities(RMB) |
-- | -- | 385,248,731.74 | 498.61% |
| Net cash flow per share from operatingactivities(RMB/share) |
-- | -- | 0.2845 | 498.95% |
| Basic earnings per share (RMB/share) |
0.1589 | 406.05% | 0.4394 | 81.20% |
| Diluted earnings per share (RMB/share) |
0.1589 | 406.05% | 0.4394 | 81.20% |
| Weighted average rate of return on net assets |
16.70% | 11.67% | 54.22% | 7.64% |
| Weighted average rate of return on net assets after deducting extraordinary profit and loss |
15.01% | 10.82% | 51.51% | 13.81% |
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Deduction of extraordinary profit and loss items and amounts
√Applicable □Not applicable
| Amounts from the | ||
|---|---|---|
| beginning of the | ||
| Items | year to the end of |
Description |
| the reporting | ||
| period (RMB) | ||
| Profit or loss on disposal of non-current assets | 14,730,645.43 | |
| Return, reduction and exemption of taxes approved ultra vires or without | ||
| official approval document | ||
| Government subsidy included in profit or loss for the current period (excluding | ||
government subsidy closely related to the entity’s business, and entitled in fixed |
14,158,868.62 |
|
| amounts orquantities accordingto national standards) | ||
| Capital occupation fee received from non-financial entities included in profit or | ||
| loss for the currentperiod | ||
| Gain from the excess of the fair value of the identifiable net assets of investee | ||
| companies on acquisition of the investment over the cost of investment in the | ||
| Company’s subsidiaries, associates andjointlycontrolled entities | ||
| Profit or loss from exchange of non-monetaryassets | ||
| Profit or loss from entrusted investments or asset management | ||
| Provision for impairment on assets due to force majeure events, such as natural | ||
| disasters | ||
| Profit or loss from debt restructuring | ||
| Corporate restructuring costs, such as employee relocation expenses and | ||
| integration costs | ||
| Profit or loss from transactions with obviously unfair transaction price for | ||
| amount which exceeds fair value | ||
| Net profit or loss for current period from subsidiaries arising from business | ||
combination involving entities under common control from the beginning of the |
||
| period to the date of combination | ||
| Profit or loss from other contingencies which are not related to the Company's | ||
| normal operations | ||
| Profit or loss from changes in fair value arising from holding held-for-trading | ||
| financial assets and held-for-trading financial liabilities, and investment income | ||
from disposal of held-for-trading financial assets, held-for-trading financial |
||
| liabilities and available-for-sale financial assets, except effective hedging | ||
| business related to the Company's normal operations | ||
| Reversal of provision for impairment for receivables that had been subject to | ||
| individual impairment assessment | ||
| Profit or loss from entrusted loans | ||
| Profit or loss arising from changes in fair value of investment property under | ||
| fair value model on subsequent measurement | ||
| Effect of one-time adjustment toprofit or loss for the currentperiod according |
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| to the requirements of tax and accounting laws and regulations on profit or loss | ||
|---|---|---|
| for the currentperiod | ||
| Entrusted fee income from entrusted operations | ||
| Non-operatingincome and expenses other than those stated above | 351,503.92 | |
| Other profit and loss items falling within the definition of extraordinary profit | ||
| and loss | ||
| Effect of minorityinterests | -2,334,850.16 | |
| Effect of income tax | -1,096,023.14 | |
| Total | 25,810,144.67 |
Explanation of the Company on “Other profit and loss items falling within the definition of extraordinary profit and loss” and the classification of extraordinary profit and loss items as recurring profit and loss items based on the nature and characteristics of its own normal operations
| Items | Amounts involved | |
|---|---|---|
| Explanation | ||
| (RMB) | ||
| Nil |
(ii) Table showing total number of shareholders and the shareholding of the top ten holders of shares not subject to selling restrictions at the end of the reporting period
Unit: shares
| Total number of shareholders at the end of | Total number of shareholders at the end of | 37,883 | 37,883 |
|---|---|---|---|
| the reporting period | |||
| The shareholding of the top ten holders of shares not subject to selling restrictions | |||
| Number of shares not | |||
| subject to selling | |||
| Name of Shareholder | Class | ||
| restrictions held at the | |||
| end of the period | |||
| HKSCC Nominees LimitedNote | 457,566,208 | Overseas listed foreign shares | |
| China Huarong Asset Management Corporation | 30,000,000 | RMB ordinary shares | |
| Zhang Shao Wu | 6,365,415 | RMB ordinary shares | |
| Zhong Juan Wei | 3,661,174 | RMB ordinary shares | |
| Liu Hongyan | 2,396,531 | RMB ordinary shares | |
| Zhu Hong Jun | 2,205,075 | RMB ordinary shares | |
| Chen Wei Yu | 1,999,000 | RMB ordinary shares | |
| Yan Xinyao | 1,885,739 | RMB ordinary shares | |
| Zhu Li Si | 1,471,100 | RMB ordinary shares |
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Song Chenghai 1,155,003 RMB ordinary shares
Note: The shares held by HKSCC Nominees Limited are held on behalf of a number of its account participants, among which, Hisense (Hong Kong) Company Limited, a party acting in concert with the controlling shareholder of the Company, has acquired 27 million H shares of the Company through the exercise of option during the reporting period, and became holder of 54 million H shares in total at the end of the period, representing 3.99% of the total number of shares of the Company.
Ⅲ . SIGNIFICANT MATTERS
(i) The details of and reasons for significant changes of principal accounting items and financial indicators
- √Applicable □Not applicable
Unit: RMB
| Balance sheet items |
Amount at the end of the period |
Amount at the beginning of the period |
Percentage change |
Reason for change |
|---|---|---|---|---|
| Cash at bank and on hand |
580,701,013.69 | 398,532,682.30 | 45.71% | Mainly due to increase in amounts received for payment for the sales peak season at the end of the reporting period |
| Held-for-trading financial assets |
3,012,827.86 | 33,787,696.24 | -91.08% | Mainly due to transfer of forward contracts uponmaturity |
| Notes receivable | 1,752,141,530.68 | 502,919,307.39 | 248.39% | Mainly due to increase in notes received by the Company for the sales peak season at the end of the reporting period, and increase in notes receivable arising from imbalance between the terms of notes receivable and notes payable of the Company |
| Accounts receivable |
1,853,138,417.97 | 1,193,767,494.97 | 55.23% | Mainly due to increase in receivables for the sales peak season at the end of the reporting period |
| Prepayments | 201,049,530.99 | 315,474,246.14 | -36.27% | Mainly due to decrease in prepayments for materials |
| Accounts payable | 2,970,153,803.18 | 2,054,610,132.81 | 44.56% | Mainly due to increase in payables for the sales peak season at the end of the reporting period |
| Advance receipts | 491,778,549.99 | 758,206,285.15 | -35.14% | Mainly due to increase in delivery of goods to distributors and decrease in |
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| advance payment from distributors. The amount was basically the same with that of the corresponding period |
||||
|---|---|---|---|---|
| Other payables | 1,628,564,162.12 | 1,156,195,947.88 | 40.86% | Mainly due to increase in payables for the sales peak season at the end of the reporting period |
| Differences on translation of foreign currency financial statements |
12,022,266.28 | 26,106,945.84 | -53.95% | Mainly due to disposal of overseas subsidiary |
| Income statement items |
Amount for the period |
Amount for the corresponding period lastyear |
Percentage change |
Reason for change |
| Business taxes and surcharges |
79,583,025.79 | 45,277,137.52 | 75.77% | Mainly due to increase in turnover taxpaid |
| Financial expenses |
29,438,105.28 | 53,326,176.94 | -44.80% | Mainly due to decrease in exchange losses |
| Impairment losses on assets |
-1,821,713.11 | 10,028,420.14 | -118.17% | Mainly due to decrease in losses resulting from decrease in value of inventories |
| Gain on change in fair value |
-24,138,746.61 | 6,586,925.09 | -466.46% | Mainly due to transfer of gain on change in fair value to investment income upon maturityof forward contracts |
| Investment income |
182,601,213.56 | 135,980,111.25 | 34.29% | Mainly due to increase in income from associated companies |
| Non-operating income |
50,889,547.56 | 158,957,835.09 | -67.99% | Mainly due to decrease in subsidies benefiting people received |
| Income tax expenses |
8,470,215.71 | 14,704,314.90 | -42.40% | Mainly due to changes in net profits of subsidiaries |
| Cash flow statement items |
Amount for the period |
Amount for the corresponding period last year |
Percentage change |
Reason for change |
| Cash received from returns on investments |
49,000,000.00 | 96,405,748.87 | -49.17% | Mainly due to no shares of Huayi Compressor Company Limited being disposed during the reporting period, whereas shares of Huayi Compressor Company Limited were disposed in the corresponding period |
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(ii) Development of significant matters and analysis of their impacts and solutions
1. Non-standard opinion
√Applicable □Not applicable
Crowe Horwath China Certified Public Accountants (LLP) issued an auditor’s report with qualified opinion for the 2011 financial report of the Company. The Board of the Company has given detailed explanation on the matters relating to the auditor’s opinion in the 2011 annual report, details of which can be found in the 2011 annual results announcement of the Company published on the website of the Stock Exchange (http://www.hkex.com.hk) on 29 March 2011. As at the date of this report, there was no real progress in relation to such matters.
2. Provision of funds to controlling shareholder or its related parties, or provision of external guarantee in violation of prescribed procedures by the Company
□Applicable √Not applicable
3. Entering into and performance of material contracts in ordinary course of business
□Applicable √Not applicable
4. Others
□Applicable √ Not applicable
(iii) Undertakings made by the Company or shareholders with shareholding of more than 5% in the reporting period or in previous periods but which have continued into the reporting period
√Applicable □Not Applicable
During the reorganization of material assets, Qingdao Hisense Air-Conditioning Company Limited, the controlling shareholder of the Company, has given undertakings in respect of avoidance of competition in the industry, regulation and minimization of connected transactions, maintenance of the independence of the listed company and the lock-up period for additional shares received under this reorganization. Details are available in the “Announcement on shareholder undertakings in relation to the non-public issue of shares” published by the Company on http://cninfo.com.cn on 9 June 2010. The above undertakings are currently being performed by Qingdao Hisense Air-Conditioning Company Limited.
(iv) Prediction of operating results for 2012
Warnings and explanations of any forecasted losses or significant changes to accumulated net profit from the beginning of the year to the end of next reporting period compared to the same period last year.
□Applicable √Not Applicable
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(v) Other material matters required to be disclosed
1. Information about securities investment
□Applicable √Not Applicable
2. Derivatives investment
√ Applicable □ Not Applicable
The derivatives business of the Company mainly represents the foreign exchange derivatives business used to avoid the risk of foreign exchange fluctuations related to the overseas sales receivables. The Company determines a reasonable range of foreign exchange rates to achieve the hedging purpose.
Risk analysis of positions in derivatives during the reporting period and explanations of risk control measures (including but not limited to market risk, liquidity risk, credit risk, operation risk, legal risk etc.)
The Company has formulated the “Management Measures for the Foreign Exchange Capital Business” and “the Internal Control System for Forward Foreign Exchange Capital Transactions”. The measures specifically regulate the basic principles, operation rules, risk control measures and internal controls that shall be followed when engaging in the business of foreign exchange derivatives. In respect of actual business management, the Company manages the derivatives business before, during and after the operation based on the management measures for the derivatives business.
The assessment of the fair value of the derivatives carried out by the Company mainly represents the outstanding foreign exchange forward contracts entered into by the Company and Changes in market price or product fair value of banks during the reporting period, which are recognized as invested derivatives during the reporting period, transactional financial assets or liabilities based on the where specific methods and relevant assumptions difference between the quotation of the outstanding foreign and parameters used shall be disclosed in the exchange forward contracts and the forward exchange rate as analysis of derivatives’ fair value at the end of the period. During the reporting period, the Company recognized gain or loss the derivatives of RMB3.0128 million.
Explanations of any significant changes in the During the reporting period, there were no material changes in Company’s accounting policies and specific the accounting policy and specific accounting and auditing accounting and auditing principles on derivatives principles for the Company’s derivatives business as between the reporting period and the last compared to last reporting period. reporting period
Opinion of independent directors: Commencement of foreign exchange derivatives business by the Company was beneficial to the Company in the prevention of exchange rate fluctuation Specific opinions of independent Directors on risks. The Company has devised the Internal Control System the derivatives investment and risk control of the for Forward Foreign Exchange Capital Transactions to Company strengthen internal control and enhance the management of foreign exchange risks by the Company, and the targeted risk control measures adopted were practicable.
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3. Positions in derivatives investment at the end of the reporting period
√ Applicable □ Not Applicable
Gain or loss |
Percentage of contract |
|||
|---|---|---|---|---|
| Contract amount at | Contract amount at |
|||
during the |
amount at the end of the | |||
| the beginning of | the end of the | |||
| Type of contract | reporting |
period to net assets of the | ||
| the period (RMB | period (RMB ten | |||
| period (RMB | Company at the end of the | |||
| ten thousand) | thousand) | |||
| ten thousand) | reporting period | |||
| Foreign exchange | 159,732.21 | 103,253.00 | 301.28 | 74.31% |
| derivatives contracts | ||||
| 159,732.21 | 103,253.00 | 301.28 | 74.31% | |
| Total | ||||
4.Table setting out the reception activities in respect of research, communications and visits during the reporting period
□Applicable √Not Applicable
5. Issue of corporate bonds
Issue of corporate bonds
□Yes √ No
IV. Auditor’s Opinion: Unaudited
This quarterly report is prepared in Chinese and English respectively. In case of inconsistency, the Chinese text of this quarterly report shall prevail over its English text.
By order of the Board of
Hisense Kelon Electrical Holdings Company Limited Tang Ye Guo Chairman
As at the date of this announcement, the Company’s directors are Mr. Tang Ye Guo, Mr. Ren Li Ren, Ms. Yu Shu Min, Mr. Lin Lan, Mr. Xiao Jian Lin and Mr. Gan Yong He; and the Company’s independent non-executive directors are Mr. Xu Xiang Yi, Mr. Wang Xin Yu and Mr. Wang Ai Guo.
Foshan City, Guangdong, the PRC, 29 October 2012
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